Close friends Martha and Karen build a private boarding school together with the aid of the local doctor Joe. The school takes off and many students enroll, one of whom is a trouble-maker who tells a scandalous lie that threatens to destroy the trio's lives.

Miriam Hopkins
as Martha Dobie

Merle Oberon
as Karen Wright

Joel McCrea
as Dr. Joseph 'Joe' Cardin

Catherine Doucet
as Lily Mortar

Alma Kruger
as Amelia Tilford

Bonita Granville
as Mary Tilford

Marcia Mae Jones
as Rosalie Wells

Carmencita Johnson
as Evelyn

Mary Anne Durkin
as Joyce Walton

Margaret Hamilton
as Agatha
CinemaSerf
Rarely, if ever, do I rate the child as the star of a film, but Bonita Granville is very, very good as the odious, obnoxious, hateful, spiteful, spoiled "Mary" in this story of two teachers - Merle Oberon and Miriam Hopkins - who fall for the doctor - Joel McCrea. When these old friends try to disci...